


Once upon a Neeko

by WriterWrathorn



Series: Shapeshifting in Runeterra [1]
Category: League of Legends
Genre: Analingus, Consensual Sex, Cuddles, Cunnilingus, Ease into the bedroom, F/F, Fingering, French Kissing, Gentle Encouragement, Handholding, Leona the useless lesbian, Neeko knows what she wants, Post-Coital Cuddling, Rimming, Rough Kissing, Scissoring, Soul Reading
Language: English
Status: In-Progress
Published: 2020-05-24
Updated: 2020-05-24
Packaged: 2021-03-02 22:41:23
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 1
Words: 9,052
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/24364486
Author URL: https://archiveofourown.org/users/WriterWrathorn/pseuds/WriterWrathorn
Summary: There was a time before Neeko met a certain shapeshifting blonde… A time where she solved problems made by Useless Lesbians, and the solutions involve intimacy and communication. Neeko isn't complaining.
Relationships: Diana/Neeko (League of Legends), Leona/Diana (League of Legends), Leona/Neeko (League of Legends)
Series: Shapeshifting in Runeterra [1]
Series URL: https://archiveofourown.org/series/1759387
Comments: 5
Kudos: 28





	Once upon a Neeko

**Author's Note:**

> Hey there guys, if you follow me on Reddit, or go to my Patreon, you may already know that my Wisdom teeth have been playing up recently, and I'm in a constant state of aching pain. This will affect my writing schedule, but I'm not sure by how much.
> 
> But please enjoy, and let me know what you think!

Neeko skipped along happily, her feet tapping along the smooth stone of Targon. It was a funny mountain, lots of old magic hiding about. Most of it was not of this world. Though, if what Neeko was taught was true, then a lot of magic of this world came from the stars. 

That’s what a lot of the Targonians were taught too. Neeko found a lot of people being taught out in the open, and that anyone could sit and listen that morning. Neeko had taken the form of a younger woman she saw yesterday, with short, choppy brown hair, hazel eyes and a petite figure like hers. Neeko watched the lesson go on. They talked about philosophy, history and their gods.

It was all very fun and new!

Neeko smiled, watching the life of the town move on. It’d been hours since her little lesson on Targonians, and wanted to watch what people did in their spare time. There were people trading at the marketplace, soldiers marching on to guard the townsfolk, and even some strange hooded figures in white and orange robes.

There was a fancy temple all the robed people came from. It was a colossal structure that was built into the mountain, made of ivory white stone, with lines of gold spreading through the stone like veins. She didn’t know what the hooded people did there, and didn’t want to know.

Other than the hooded people, who Neeko found slightly disturbing, none of the other people felt like they had bad Sho’ma. The Oovi-kat nodded to herself with a smile and dropped her disguise, figuring that most of these people were kind enough to strangers to not attack them on sight.

She was correct, for the most part anyway. Some people would stare, others would bother her with questions, and some even tried flirting with her. She’d turned down the boys, but got into a few conversations with interesting women, but they all backed off to do their own thing when the robed figures came near.

Either way, the Rakkor may have been independent, but that didn’t make them a bunch of unreasonable savages. Most of them just sorted their problems out by beating up one another. Sometimes there didn’t have to be a problem, and they fought just to see who was stronger.

It was midday, but Neeko was still sitting on the warm stone. She knew it was nearly time for Neeko to find somewhere to sleep.

“Well, well, looks like we got an animal thinking it’s a person with us today.” 

Neeko’s froze. The petals in her head flying straight up, her hands closed and shaking. She turned around with a gentle smile and soft eyes. A few men and women alike were surrounding Neeko, none with weapons, but all were quite strong or toned. If she let them, they could hurt her with their fists alone.

Not that she’d let them.

“You lookin’ at me funny now?” A woman grunted with a vicious smile. Her hair was shaved on either side, the longer strands at the centre swept back into a braided ponytail. She was a few inches taller than the chameleon girl, and wore a leather skirt and chestpiece.

Neeko continued to stay silent, waiting for them to make the first move. If they wanted to fight, then they could. None of the other Rakkr bothered to intervene, not that Neeko was complaining. She hadn’t had a good fight in some time.

The woman at the centre threw her fist up into the air. Neeko braced herself, her Sho’ma shone along her skin like tribal markings. 

The fist was caught deftly from behind the woman, yanked back so she was twisted around with a surprised squawk, and thrown onto the ground.

“Go bother someone else.” Came the deep, feminine voice of Neeko’s saviour. The other Rakkor looked deathly pale as they made their escape, with the braided woman crawling to her feet, the last to join them. 

“I apologize for their behaviour. Some of the Rakkor do not take kindly to the Vastaya, and are all too quick to get into a fight with them. My name is Leona.” Leona smiled, giving the chameleon girl a better view of the radiant woman. She wore armour with the same orange as the robed people, but with a purple skinsuit underneath that was lined with gold.

Neeko already knew that most humans didn’t like strangers, Vastaya moreso. But humans were fickle with their feelings. If a human didn’t come from the same tribe, city or nation, then all the other humans would immediately hate them. Actually, now that Neeko thought about it, humans just didn’t like other humans.

Neeko’s thin eyebrows curled inward. She was just called a Vastaya, which wasn’t incorrect, but not right either.

“Oovi-kat.”

“Is that your name?” Leona asked, Her saviour held out a plate covered hand, smiling with such warmth that it took Neeko off guard. She took the hand without thinking, rising to her feet.

‘She’s really tall. Oh my goodness she’s really, really tall.’ Neeko felt her skin heat up, giving the redhead a tiny smile while shaking her head.

“No. Neeko is Neeko’s name. Oovi-kat is Neeko’s race, one of the Vastayashai-rei.” She explained. Leona made a small hum of understanding, letting her hand go. 

“Do you always speak in the third person?” Leona asked with a humoured chuckle, making Neeko flush slightly.

“Neeko does not know how to speak very well.” She admitted, rubbing her hand over her bicep shyly.

“Ah.”

It wasn’t exactly her fault she couldn’t speak very well. Neeko could only really learn it by talking with others, but the amount of friendly people she could talk to were few and far between. Nidalee was the first, real friend she had. And a bit more than a friend on some nights.

That time was over, sadly. Nidalee found someone else to stay with.

“It might be safer for you if you left,” Leona suggested, breaking Neeko from sadder thoughts. The chameleon girl felt a snag in her heart at being told to leave. Again. Leona hadn’t noticed her change in expression, and continued, “those ruffians from earlier may not give you peace tonight.”

“Okay...” Neeko sighed. Her head dropped slightly, eyes hooded and lip trembling. Her idea to stay the week had been thrown out the window. 

“I’m… sorry but the state of Targon is a mess.” Leona shook her head, eyes dropping down with slight guilt. Neeko looked away, her hands coming up to hold her arm softly, nodding lightly. 

“I understand.”

“I’d offer to accompany you, but I’m required elsewhere.” Leona paused, before continuing with a nod, “Many wouldn’t trust you at this time, and you would be wiser to not trust anyone either.”

“Because of how Neeko looks?” The chameleon girl looked up, eyes widening with a dawning realization. Leona nodded solemnly. 

“Yes.”

“Easy peasy fix!” Neeko’s body shimmered with green light, changing her into the brown haired girl again. Leona flinched back from Neeko’s magic, hands coming up into fists, but lowered at Neeko’s new, smiling, form.

“You can shapeshift?” Leona asked, eyes full of wonder.

“Mmhmm!” Neeko hummed proudly, hands resting on her hips.

“Strange. Does your ability require you to know the person before changing?” Leona pondered aloud, leaning down to look into Neeko’s eyes. Neeko felt her heart speed up at the warmth emanating from the tall woman. She was very close. And very pretty.

Oh, Leona asked her a question.

“No. It is a person’s Sho’ma that decides,” Neeko explained. Not very well, apparently, as Leona gave her a strange expression. Neeko hummed thoughtfully, before snapping her fingers, “It has to do with the Sho’ma, which is like the soul, or magic. Every person keeps a record of each Sho’ma they’ve ever met with. And Neeko can sense so many Sho’ma in you, like this one!”

Neeko’s form shimmered in green light again. Her hair grew down past her hips in a pure white, her eyes fading to a grey and her body pale like the moonlight. She wore black and silver armour, and Neeko couldn’t really tell what proportions this person had because of the armour.

She smirked, looking up to Leona. Neeko’s smirk dropped at Leona’s shaking form, and her hyperventilating. She looked really ill. Neeko dropped the form for her true one, waving her hands in front of her in a panic.

“Oh, was that one wrong?! Neeko is really sorry, it’s just—” She took a heavy breath in time with Leona’s, whose eyes closed as she forced her body to still. Neeko winced. “That person is very strong in your heart.”

Leona shook her head, “Yes. She was…” Leona looked away, staring off into the distance with hard eyes, “She was someone I knew.”

“Why ‘was’? She is still alive.” Neeko took a step toward the armoured woman. Her Sho’ma was on the fritz, showing the complex emotions running through her heart and mind. They were unbalanced, hence Leona’s reaction. In her mind, there was some compulsion for ‘justice’, but her heart disagreed for the kind of ‘justice’ she’d bring. Whatever the woman she transformed into had done, it was wrong enough to deserve punishment, but not wrong enough to cement the idea in Leona’s mind.

Neeko was curious now.

“I know she’s alive, it’s just…” Leona trailed off, shaking her eyes with furrowed brows, “It’s not something I should disclose. You should—”

“Oh, she made you sad, but she is still very warm in your heart. You love her?” Neeko smiled innocently, taking another step until she was an inch away from Leona. The aforementioned woman looked around wildly, glad that most of the marketplace hubbub had died down, and hadn’t made any sort of noise at Neekos’ previous transformation. None of the robed people were around either. 

“I can’t say anything about it…” Leona tried, a stressed expression in her eyes, and her hands locked together behind her back. Neeko made an ‘ah’ noise of understanding, nodding slowly.

And proceeded to ask more questions about it anyway. “Do you find her pretty?”

“I said—” Leona sighed under her breath, looking away sadly, “I suppose I did, yes. But nothing ever came of it. She was a good friend. That’s all.”

“No no,” Neeko wagged a finger up, “do you find her pretty?”

“I- yes. But we—” Leona stuttered over her own words, a small flush on her nose and ears. Neeko grinned victoriously, standing on her tiptoes to whisper in Leona’s ear. The armoured woman froze as Neeko closed the gap, looking in the corner of her eyes as Neeko whispered.

“Then, why not spend one night in bed with her?”

Leona turned sharply, “That’s…!” 

“Neeko is just offering,” The chameleon shrugged, her hands falling onto Leona’s, really buff, biceps, “You are very pretty, and your Sho’ma is very sad. Maybe Neeko can help with that form, and let your feelings be at peace?”

Leona relaxed into Neeko’s touch, biting her lip as her skin heated up further, “I don’t know...”

“Okay,” Neeko bounced off the armoured warrior, who looked at the Oovi-kay in surprise. It wasn’t about convincing the pretty redhead to sleep with Neeko, but it still sucked either way. Neeko hummed sadly, “Neeko can leave then.”

The armoured warrior said nothing as Neeko turned away. That was okay with the chameleon girl, she hadn’t expected much to come of it. In fact, she probably scared Leona off with how strongly she came onto her. Either way, Neeko had offered and Leona wasn’t sure. Which was basically a ‘no’ with extra steps.

“Wait!” Leona called out, her armour clanking loudly behind Neeko. The Oovi-kat paused, turning around with a polite smile.

“Hmm?”

“I want to.” Leona said, determination in her eyes, and fists clenched tightly. Neeko could feel the confidence radiating off her, and felt herself grow a tiny bit flushed at Leona’s certainty.

“Are you sure?” Neeko asked, unsure about Leona’s sudden change of heart.

“Of course I am!” Leona proudly smiled, beating a hand on her chest with a single nod, “I know what I want, and am not afraid to back down from it at all.”

“Okay.” Neeko smiled, which slowly dropped as Leona’s demeanor began to fall inward slightly, her blush deepening as she leaned down to Neeko. The chameleon girl turned her head, letting Leona whisper into her ear.

“But you have to wear a blindfold. Please.”

“Kink—” Neeko stopped her automatic response by coughing into her hand. She had no idea why Leona wanted her to wear a blindfold, but didn’t really mind. She smiled, “I mean... Deal.”

***

Leona opened a large, wooden door, gesturing for Neeko to enter. The Oovi-kat accepted with a slight nod, a smile on her small lips. She stepped through, finding the room inside the Solari temple both warm and spacious.

As it turned out, Leona was actually the Leader of the Solari, and was ‘touched’ by one of their gods at the top of the mountain. Her room was befitting of her title. Furs of various creatures covered the stone floor, and beautiful framed works of art hung high on the wall, with large shelves filled with books too. 

Neeko hummed as she stepped through, digging her toes into the smooth fur underneath. Leona’s bed was the largest Neeko had ever seen, with a huge, soft mattress covered in thick blankets and four fluffy pillows. The blankets were a light brown, while the pillows were tangerine orange. 

“So, I’m not sure what to do from here,” Leona admitted, walking past Neeko to sit at the edge of her bed, holding her head in her hands, “But I brought you all the way up here, and I don’t want to—”

“We don’t have to, Leona,” Neeko interrupted. “If you’d like, I can sleep on the floor tonight?”

Leona’s head shot up with wide eyes, “No!”

“Okay.” Neeko smiled softly, sitting at the edge of the bed, a foot away from Leona. They sat there in relative silence, with Neeko sitting perfectly still, looking around the warmly coloured room, with the setting sun bleeding through the windows. 

Leona sighed quietly, looking to Neeko in the corner of her eyes. Neeko continued to smile, tilting her head lightly at Leona.

“Do not force yourself,” Neeko softly murmured, “It is all up to Leona on how we do it, or if we do it.”

Leona huffed to the floor, before nodding to herself, “It has been some time since I’d done anything remotely intimate. Now I’ve invited a woman to my room, one I’d only met within an hour, and thought to bed her, only to be victim to my nerves.”

“Is not the first time Neeko has been ‘invited to a room’ on meeting someone new, just for sex,” Neeko shrugged, giggling into her hand at Leona’s shocked expression. “Is true. In fact, there were many others today who wanted Neeko.”

“I-Is that so?” Leona smiled, her gauntlet clad hands bouncing on her thighs. Neeko’s smile deepened, shimmying closer to the redhead.

“It is so… but,” Neeko leaned in closer to Leona’s ear, whispering, “But if you still want Neeko, then blindfold her already.”

Neeko pulled away to see the heat rising on Leona’s neck and ears, the armoured woman expression dropped to surprise, mixing in with arousal. She stood up, opening the lowest drawer on a small cabinet next to her bed. Neeko couldn’t see what exactly was in it, but after seeing the blindfold be pulled out, she could guess it was where Leona kept her toys.

“A-Are you really okay with this?” Leona nervously asked, holding the blindfold out to the Oovi-kat.

“Only if you are,” Neeko gently took the blindfold out of Leona’s hand, placing it over her eyes, letting the band press into the back of her head. She couldn’t see, technically, but could make out the outline of Leona’s Sho’ma. Neeko sat with her hands on her lap, nodding. “But yes. Neeko is really okay with this.”

“Okay, good.” Leona stood in front of the Oovi-kat, her hands shakily undoing the straps to her armour, carefully placing each piece down the floor. As soon as Neeko had put on the blindfold, Leona’s Sho’ma had calmed down. There was still some worry in her heart, but there was an equal amount of anticipation too.

Leona had stopped moving again, Neeko assumed that meant all her armour was removed, but was too anxious to do anything.

“Leona,” Neeko spoke up tersely, making the redhead jump on the spot. “Leona is still nervous. That is okay. We are all nervous. But Neeko is not afraid, nor will she have regrets. You are a beautiful woman, and Neeko does not need to see that for it to be true.”

“Well, thank you, b-but I’m not—”

“Neeko knows you are nervous. Neeko will say it again, do not force yourself into this. If you need to be eased into it, then tell me. But do not force yourself into being eased into it either. Neeko can tell if you do.” The chameleon closed her mouth to a thin line, watching Leona’s Sho’ma shake nervously.

The Solari did nothing for a moment, before sitting back where she was before. She leaned over to Neeko, hot breath washing across Neeko’s cheek. The Oovi-kat gave a small gasp, feeling Leona’s confidence rise within her Sho’ma, a powerful presence closing in on her.

“I want this,” she husked, her breath light and smelling faintly of citrus. “I want to be eased into it too. Tell me what I should do.”

Neeko licked her lips slowly, hoping Leona had seen it. There was a burst of anticipation within Leona’s Sho’ma, and Neeko couldn’t help but grind her thighs together. She turned to face the Solari, whose Sho’ma blazed with anxiety and excitement. 

“We start off easy, Leona,” Neeko lifted her hand, offering her palm up to the redhead, “First, we hold hands.”

Confusion mixed into her Sho’ma but Leona took it anyway, her warm fingers locking around Neeko’s hand. Neeko gave a small shake of her head and an airy chuckle.

“Not like that silly,” she took her hand out of Leona’s. She closed her hand slightly so her fingertips pressed into Leona’s calloused palm. Slowly, she dragged her fingertips alongside Leona’s fingers, earning a small gasp from the Solari. When they were lined up, Neeko closed her fingers gently, rolling her thumb on the back of Leona’s hand. Leona followed suit, her much larger hand taking Neeko’s.

“Ah…” Leona brought her other hand to cover her mouth, and Neeko suppressed a chuckle. The Solari’s Sho’ma burned with embarrassment and arousal, likely taken aback by the intimacy a simple handhold represented.

“You can feel my warmth, yes?” Neeko asked, leaning her head onto Leona’s shoulder. Leona didn’t shy away from her, letting her own head rest on Neeko’s.

“Yes…” Came Leona’s late answer, her body deathly still, but her arousal spiking as Neeko pressed more of her body against Leona’s. Their hands, still held together, fell down onto their thighs, which were resting against another. Neeko felt the strange, latex material rub against her smooth skin, and decided she liked the feeling.

Neeko wanted more though. She couldn’t rush Leona though. They had the whole night with each other, and there was so much they could do in that time. 

Neeko pulled away from Leona’s shoulder, tilting her head up invitingly. Leona’s Sho’ma radiated with embarrassment, and Neeko had to force another giggle to be stifled as Leona brought her other hand up to cover her lips, letting Neeko press hers into the back of it. A soft, chaste kiss to the back of Leona’s hand had the same effect of the Solari, as an invasive tongue-filled kiss had on any other woman Neeko had been with.

She was oozing with desire, but so much of it was mixed in anxiety.

“You’re still in control, Leona. What would you like to do next?” Neeko whispered, watching as Leona’s hand fell down to rest on her other thigh. Leona was quiet again, but tightened her grip on Neeko’s hand by a slight amount.

“I-I want to touch your thigh.” Leona shyly admitted, her hand crossing over, hovering above Neeko’s slim thigh. Neeko’s smile widened and nodded. The chameleon girl thought the request was cute, and gave Leona a nod. She spread her legs out, rubbing her right one against Leona’s left. The Solari gave a low sigh, her hand crossing over her lap to gently caress Neeko’s bare skin. 

Neeko bit her lip, shivering against the touch and leaning back against Leona’s shoulder. The Solari was of stocky build, which was hard to see under all that armour. Neeko could feel those muscles flex under the stretchy material, which only assisted her increasing pool of arousal. 

Leona’s fingers were innocent enough at first, only trailing up and down the top of her thigh. Neeko could tell the Solari had grown curious about her birth markings, which spanned out across her whole body. Most people had thought them to be tribal markings, but were surprised to learn that was not the case. They represented Neeko’s Sho’ma reserves. Leona was following them along to her knee, only to rise back up to the tight sleeve of her pants.

Neeko sent a wave of Sho’ma through her body, her markings lighting up with a quick pulse. Leona took a sharp breath, leaning closer to Neeko’s thigh.

“Leona can touch lower…” Neeko suggested, sending another pulse of energy through her markings. She could feel the anxiety in Leona’s Sho’ma lessen with every second her fingers trailed along.

With an audible gulp, Leona took Neeko’s offer. Her fingers sliding down the delicate skin. Neeko took a sharp breath, shivering from Leona’s warm touch. Those rubbery fingers were only a few inches away from Neeko’s delicate space, with arousal already leaving a small mark on her undergarments.

“Yes…” Neeko moaned quietly, parting her legs out further. Spurned on by this, Solari’s fingers dug into Neeko’s soft skin. The Oovi-kat shuddered and turned her head, pressing tiny pecks into Leona’s latex covered shoulder. 

Neeko could smell the musky sweat under her skinsuit, being so close to her shoulder. The Oovi-kat wasn’t surprised, nor was she turned away from the scent. Leona was a warrior, the tough muscle she pecked with her lips was evidence of that. She would practice with her weapons, and exercise to keep her body in peak condition.

The salty scent that filled her lungs only left Neeko wanting more.

Neeko paused, as Leona’s warm, explorative fingers tried to dig under her shorts. She gently took Leona’s diving fingers with her own, lifting them to rest on her thigh. She felt Leona jump on the spot. 

“Ah, sorry was that too—”

“No,” Neeko interrupted giving Leona a warm smile, “It was not too fast. Neeko wanted to know if Leona wanted me to take it off, and change into her.”

Leona’s hands left Neeko to rest on her own thighs. The anxiety had risen up again, but her confidence remained. 

“Please, do it. Turn into Diana.” Leona whispered. Neeko hummed at the name, running it through her head a few times. She stood up with a bounce in her step, twirling around to face Leona. Her Sho’ma was surprised at the quick movement, but fell back to arousal and anxiety. Neeko took the hem of her shirt and flung it over her head, tossing it, and her bra to the wayside, uncaring where it landed. 

Arousal spiked sharply in Leona’s Sho’ma, making Neeko shiver from the emotional burst. She bit her lip and took her breasts in each hand and tugged her nipples between a thumb and finger. She released her lip with a light gasp, quivering at the electric sensation in her chest. Leona’s lust was clearer than ever for Neeko, which made the Oovi-kat want to tease the Solari more.

She released her nipples with a short gasp, trailing her palms down her taut stomach, before curling around to hold her hips. She twirled around again, bending over to push her peach shaped butt out toward Leona. Her fingers dug into the hem of her shorts, and tugged her pants down with short, choppy movements. She shook her butt from side to side, picturing Leona was keeping her gaze squared on her larger asset.

Her shorts and underwear were dropped to her ankles. She stepped back out of them, edging closer to the Solari. Both her hands rested on her outer thighs, and she brushed her fingers up to lift her cheeks, letting them bounce as she released them.

Leona’s arousal had far exceeded her anxiety, but her confidence remained low. She hadn’t made a move for Neeko, content with just watching the tantalizing show the Oovi-kat put on. She didn’t want to take the initiative. 

Neeko grinned, her hands stroking around her waist, only to fall over her aroused slit. She bit her lip, hiding her deep groan from her own sensitive touch.

With a shimmer of green light, her form changed to the woman with moonlit hair. Instead of the grey and silver armour, her body was bare, revealing her pale white skin.

She turned around one final time, her breasts jiggling from side to side at the motion. Leona’s lust soared higher. She took slow steps toward Leona, placing one foot directly in front of the other, and climbed onto Leona’s shaking form. She kneeled around the Solari, her thick thighs hugging Leona, and her hands covering her crotch pushed into Leona’s defined abs.

“Neeko, you’re—”

“I’m Diana now, Leona,” Neeko spoke, perfectly mimicking a voice she’d never heard before. She tilted her head down, taking in the citrus scent of Leona’s breath. Her lips briefly ghosted against Leona’s pulling away with a teasing gasp. She whispered, “Call me Diana.”

“Diana...”

Neeko closed the gap fully, gently caressing Leona’s lips with her own. Leona groaned into the kiss, taking Neeko’s jaw with her hands, her thumbs swept along her now pale cheeks. Neeko kept her hands over her sex, keen on teasing Leona further and further until she says she wants to see it.

Leona hadn’t gotten that far, too enthralled with Neeko’s, or rather, Diana’s lips. Neeko didn’t like to think too far into it, still calling herself Neeko, despite being in Diana’s form. 

Leona pulled away with a heavy pant, her warm breath washing over Neeko’s lips. Neeko smiled, her pride swelling at leaving the Solari breathless. 

“I…” Leona squeaked, pausing to take a lungful of air before continuing, “I want to hug you, Diana.”

Neeko tilted her head at the odd request. More of the fact that it was requested, more than anything. They’d just kissed, a hug was nothing in comparison.

“I’m waiting.” Neeko replied, sounding far more sultry in Diana’s deep tones, coming out as a rumbling whisper. Leona shivered against her, her hands wrapping around her back to pull her in. She initiated the kiss this time, pleasantly surprising the Oovi-kat. Lips slid over one another, a gentle touch of intimacy that Neeko quickly took control of. Neeko pushed into Leona’s embrace, testing the waters with a swipe of her tongue, the tip grazing along the wet skin of her inner lip. Leona moaned, swiping her own tongue back along Neeko’s lip. 

Soon, their lip lock evolved into a wrapping tongues, with Neeko on the offensive. She tilted her head down, forcing Leona up into the kiss, letting Neeko slither her way in deeper. Leona groaned, widening her lips further, her tongue lashing out weakly against the intruder. Her hot hands climbed Neeko’s bare skin, settling on her shoulder blades.

Leona gave in completely, pulling Neeko with her retreating tongue and closing lips, suckling lightly on the invading muscle. The faintest taste of a tangy fruit on the Solari’s tongue. Neeko pressed against Leona’s covered breasts, rubbing her faded pink nipples against the rubber material, sending shivers of pleasure up her spine. 

There was a flash of confidence in Leona’s Sho’ma. The hands at Neeko’s shoulder blades slid down in a rush, cupping her enlarged cheeks. Neeko gasped out of the kiss, biting her lower lip with a low groan. She twisted her hips in small, oscillating motions, encouraging Leona’s hot, curious hands. Leona squeezed and kneaded Neeko’s changed ass, her fingers sinking deeper between her cheeks.

Neeko gave another faint gasp, chuckling louder as those fingers prodded the barest outskirts of her darkened ring.

“Getting courageous are we, my dear Sunrise?”

Leona froze her groping touch, “How do you know my—”

“Memories of the Sho’ma, Leona.” Neeko smiled, rolling her hips back into Leona’s hands, encouraging the Solari to resume. She did so, though her hands had taken to squeezing her squishy cheeks instead. Neeko gave the redhead another chaste kiss, humming deep tones as Leona’s fingers dragged along her skin.

Neeko’s stiff nippples continued to grind against the rubbery material, Diana’s small breasts squishing against Leona’s larger ones. Though she couldn’t see them, she could feel the lack of a bra, and enjoyed how firm yet squishy Leona’s chest was. Her mouth felt dry, and in much need of being filled with Leona’s own motherly breasts.

‘Patience,’ Neeko reminded herself, ‘This is for her first, then yourself.’ 

Neeko pulled away from the kiss, strands of saliva falling to her chin, and no doubt Leona’s. The Solari was taking deep breaths, at odds with her own arousal to even contemplate proper breathing. Neeko though it was cute.

“What else now, my Sunrise?” Neeko asked again in Diana’s voice, thick with deep arousal. Neeko felt herself grow hotter at hearing that voice, despite that she was the one who spoke with it. Leona had become silent again, though that didn’t stop her from caressing Neeko’s big butt.

“I want you to lay down on the bed.” Leona decided, assisting Neeko off her body. Neeko obliged with the help, not wanting to ruin the mood by accidentally rolling off the bed.

Neeko laid there, waiting for Leona to join her. After a short moment, she heard Leona tug at a zipper, and clothes collecting underfoot. The Oovi-kat’s smile grew, chewing her lower lip at the thought of Leona’s naked body. She felt cheated that she had to be blinded for this moment, but didn’t mind too much. What made her truly at edge, were her own hands still covering her wet core.

There was movement on the bed, the mattress shifting as weight pushed it down. Leona edged closer until she was on her hands and knees, next to Neeko.

“I’m going to rest against you, okay?”

Neeko nodded, “Okay.” 

Soft, smooth skin lay against Neeko, the breasts she had ground herself against earlier now bare and pressed into the side of Neeko’s arm. The Oovi-kat gasped, and had to restrain herself from jumping the nervous, yet excited, Solari next to her. Calloused fingers climbed Neeko’s pale stomach. She squirmed, the gentle touch was electric on her skin, likely from the blindfold. All her other senses were increased to higher levels.

Neeko finally lifted her own hands from her delicate flower, and held onto Leona’s strong arms, feeling the shifting muscles flex with restrained power underneath. She bit her lip harder, her moans stifled and low, her knees rolling in and out.

“What are you going to do, now that I’m down here?” Neeko asked, her hands following the toned muscles past Leona’s biceps, resting softly in her shoulders. Leona’s Sho’ma was practically oozing with lust. Still, she said nothing. The barest sliver of worry hidden within her soul. 

‘What’s holding you back?’ Neeko wondered, her nails digging into Leona’s back, leaving the Solari to hiss in slight pain. Neeko smirked, pulling Leona atop her with her unnatural, Vastayan strength. Leona gasped at the sudden display of power, and shivered as her warm, muscled body pressed into the coolness of Neeko’s slim form. Neeko’s hands slid up Leona’s neck, her fingers slithering into her glorious mane of hair.

“You’re so strong and warm.” Neeko whispered hotly, rolling her hips up into Leona’s, the thick hair of their crotches mashing together. Leona gasped out a moan, quivering against the shapeshifted form beneath. The Solari’s worry was fading away to nothingness, and her lust was growing brighter by the moment. Neeko continued, running her hands through the long, red hair slowly, careful not to snag on knots, “I don’t want to let you go.”

“Don’t say that in Diana’s voice.” Leona whimpered back, grinding back into Neeko’s crotch. There wasn’t any actual touch of their lower lips, but the sensations were awful in how well they teased their nerves. The fires of lust spread through their bodies, and they couldn’t help but be lost in one another’s lips. Wet smacks filled the rooms, low growls and whimpers echoing behind.

Neeko feigned a kiss on Leona’s lower lip, and surged forward with her teeth. Leona gave a small squeak of surprise and pain. Neeko released her with a tiny laugh, but was silenced by an aggressive, tongue-filled kiss from Leona. Neeko actually blinked dumbly at Leona’s sudden take of initiative. Leona practically sucked out Neeko’s tongue, rolling it between her lips, before stealing it with her teeth. 

Leona’s hands gripped Neeko’s hips and ground herself against her crotch. Both women groaned into the others mouth as their clits met. White hot pleasure left Neeko’s brain in a brief pause, and another grinding thrust from a grunting Leona awakened her to pleasure.

Neeko let Leona take the lead, her hands taking one last journey through those long locks, running down Leona’s back to rest on her taut butt. Neeko squeezed the flexing cheeks, displaying the raw, human strength that Leona possessed. Leona growled as Neeko tried to take her tongue back, the muscle becoming numb with an aching pain from being outstretched in Diana’s form. She rolled her own tongue around Neeko’s, following it back into the Oovi-kat’s mouth, and dug her nails into her skin. 

Neeko squeaked as Leona’s lips became possessive, demanding that Neeko continue their messy, rough kiss. Her hands scraped down Neeko’s legs, sending a violent shiver through the chameleon girl, and a deep groan as pain and pleasure melded at Leona’s piston-like thrusts. Neeko’s knees were gripped by the powerful, calloused hands and tugged up and outwards.

Neeko’s eyes opened wide under the blindfold, her soaked cunt on display for only a second, before Leona smothered it with her own. 

They both tore from the kiss, and moaned into one another’s mouths at the hot sensation shared between them. Leona carried herself in a sawing motion, while Neeko tried to roll her hips into Leona, with varied results. Both women cried out again. Clit mashed into clit. The heat Leona radiated, and the musky scent of her sweat filled Neeko’s heightened senses, leaving her a moaning mess of pleasure. 

“Why’d you do this for me?” Leona asked with a grunt, still grinding into Neeko’s changed pussy. It took nearly half a minute of groans and squeals for Neeko to properly process the question. She let Diana’s Sho’ma do the talking.

“You were kind, Sunrise. I’ll never, oh fuck!” Neeko panted as her cunt was mashed into with three rapid thrusts, before Leona settled for her earlier pace. She wet her lips, trying again, “I’ll never forget that.” Neeko answered, her fingers climbing up to hold onto Leona’s hips, her fingers digging in, and pushing her back down whenever she thrust.

Leona didn’t say anything else, and continued to fuck herself against Neeko’s cunt. Her hands slackened on Neeko’s wide hips, instead holding her bouncing breasts, fondling the pointed pink nipples. Neeko gasped in a high pitch, biting her lip as her nipples were teased and her small boobs were mauled beneath Leona’s calloused fingers. 

Sweat from Leona’s body was dripping onto Neeko now. It didn’t bother the chameleon girl too much, the amount of heat that emanated from Leona’s body was growing. Her musk only grew in intensity too, until Neeko could taste the smell on her tongue. Her lower lips were slick with the mixture of their love juice, and her clit was engorged from the attention it received.

In that moment, her entire world was Leona’s warmth, and yet she couldn’t see the source of that radiance behind the blindfold.

Neeko whined as Leona gave her neck a teasing bite. Teeth snapped down along her jugular, nearly breaking Neeko from her shapeshifted form. Leona kissed and lapped at the slowly reddening bruise on her neck, before nipping the hot skin again. Neeko squealed out, gripping Leona’s hips harder and rushing up into her hot cunt grounding down onto hers.

Leona broke from her next bite to gasp hotly in Neeko’s ear, making the Oovi-kat violently shake against the Solari. The heat within her own body grew hotter, nearing its climax. Neeko couldn’t believe that the shy woman just moments ago was bringing her to orgasm.

The Solari’s hands shifted underneath Neeko’s pale bubble butt, taking in handfuls and pulled the girl forcefully up into her. Neeko eyes rolled up beneath the blindfold. A scream died on her lips, coming out as a wheeze as her body froze against the Solari, who writhed her hips side to side, likely picking up on Neeko’s orgasm. Their clits rolled over one another, sending Neeko flying over the edge. 

Her cunt squeezed down as she came, squirting out her orgasm onto Leona’s bed. Neeko’s nails dug into Leona, barely breaking the skin. She only realized her mouth was left in a ‘O’ shape, as Leona descended on her vulnerable tongue, rolling hers around the fleshy muscle, and rolling her lips against Neeko’s.

The chameleon girl soon settled, somewhat glad that she managed to uphold her shapeshifted form. She wasn’t given time to rest, however, as Leona pulled away from her body with a growl. Neeko squeaked as she was flipped to her stomach, and her hips pulled up high into the air.

“My Sunrise?” Neeko probed using Diana’s pet name. She was unable to see the Solari’s Sho’ma at her current angle, but was glad there was a soft, feathery pillow below. She moaned as familiar, rough fingers dug into her pale ass. Her behind was mauled under Leona’s touch, and every time her cheeks were spread open, so too was her needy cunt. She didn’t bother hiding her deep, growling moans at the sensations.

Apparently Diana was a bit of a delinquent when it came to buttstuff. Or at least, that was what her Sho’ma was telling Neeko, which was affecting her own perceptions of pleasure. Her eyes widened as Leona’s hot, breath washed over her darkened ring.

Neeko bit her lip, but didn’t shy away from Leona’s intent. But she could still feel the nervous energy returning. She was going to ask—

“Is this alright?” Leona asked, her voice barely audible from where she was. 

Neeko grinned, moaning out as Leona’s hands still fondled her enlarged cheeks, “Mm… You keep squeezing my ass, my Sunrise...”she gasped as Leona’s lips placed a soft kiss on her cheek.

Neeko gave a small, angelic laugh (and in Diana’s voice, only served to turn Neeko on more). Leona gave her ass another spread, kissing the inside of her bubble butt, only an inch away from her winking ring.

“You do love this butt, don’t you?” Neeko giggled, rolling it up and down in Leona’s hands, sending the fat cheeks waving up and down.

“Yes...” Leona replied, her voice quiet and ashamed. Neeko hummed, digging her hands into the furry blanket underneath, pushing her changed ass into Leona’s face, shivering as the hot breath washed over her.

“Then, why not…” Something clicked in Neeko’s mind, like the Sho’ma of Diana was telling her what to say. Neeko grinned, wondering what effect it would have on the Solari. She licked her lips slowly, “Worship her moon.” 

Leona’s hands ceased their mauling. Her Sho’ma burned with a scandalized emotion, which was quite hard for Neeko to pinpoint the meaning, “Th-thats..!”

Neeko took the opportunity to throw her ass back, letting Leona’s open lips press into her darkened ring. Neeko shivered, unused to the immediate writhing tongue tracing the ring of her anus. Her eyes flickered a moment, the alien sensations flitting through her mind weren’t unwelcome, but weren’t entirely pleasurable either.

She didn’t mind though, because Leona’s Sho’ma shone with lust. Her nails dug into the pliant flesh of that pale ass, spreading it open further to wash her hole with saliva, and sloppily kiss her tight ring. Neeko suppressed a chuckle, groaning into the pillow beneath her, taking in the unusual feelings running through her body.

Leona groaned hotly into her asshole, releasing Neeko’s abused cheeks, and let them slide down her thighs. Neeko’s brow raised at the change of pace, and shivered at the slower, more deliberate, motions. Her fingers played around the creases of her thighs and crotch, riding up to slowly trailing those calloused fingers along her slit, and the other to squeeze her engorged clit.

Neeko’s groan was muffled into the feathery pillow underneath, saliva dripping into the fabric at the sudden attention she was receiving again. Leona’s tongue slowly lapped at her winking hole, tracing the ring with a hot breath. Neeko shivered at the combination of senses her lower half was receiving. Her orgasm from earlier was still leaving her body sensitive and weak.

Now another was rising to meet an even higher crescendo than the last. Neeko whined weakly into the pillow, rolling her face to the side to voice her pleasure openly to the Solari. She pressed her lips against her asshole, and her fingers ran down her slit prodded her soaked entrance.

Neeko cried out as two fingers slowly penetrated her cunt, pistoning at a tormentous rate. Leona gave her own sly laugh, but returned to kissing and lapping at her backdoor. A piece of Neeko was glad her ass wasn’t being penetrated, but another wanted it. Clashing desires were left to the wayside, as the fingers at her clit squeezed the sensitive nub. Simultaneously, the fingers pumping inside her soaked cunny flew knuckle deep, curling directly against her G-spot, while that strange tongue pushed directly against her tight ring.

It was too much for Neeko to handle. Again. She screamed out without holding back, letting the violent pleasure rise in her body, her eyes wide and her mouth hung open as her cunt was railed out by those thick, calloused fingers, her clit squished between the others, and her asshole threatened with the prospect of entry. 

Her entire body collapsed to the bed, no longer able to support itself. Leona’s fingers at her cunt followed her down, still thrusting knuckle deep out of her convulsing pussy. Neeko thrashed against the bed, unable to think. Only feel. Leona’s musky sweat on her body. Her citrus taste on her mouth. Her fingers thrusting within her. Her saliva coating her backdoor. 

Everything in her mind was Leona.

She came down from her orgasmic high, registering fingers running through her short, purple hair.

“Are you okay, Neeko?” Leona gently asked, but still unseen from the blindfold. She must have turned back to her regular Oovi-kat form in the midst of her mind-shatteringly amazing orgasm.

“Mmfine.” Neeko lazily responded, feeling those warm hands hold the band on her head. Neeko smirked. The light touched her eyes for a moment, before she shifted back into Diana’s form.

“Ah!” Leona cried out, putting the blindfold back on and holding her hands over Neeko’s eyes.

“I see. It’s not that you don’t want me to see you,” Neeko murmured sadly, her hand rising to caress the side of Leona’s cheek, “It’s because you don’t want to see me.”

A brief silence was held between them, with Leona’s Sho’ma still shining with lust, but was accompanied by a deep and old sense of guilt.

“I can’t look her in the eyes anymore,” Leona broke the silence with a bitter voice, “Not after… what she’s done.”

“What’d Diana do?”

“She… betrayed the order and left me.”

“Oh.” Neeko replied dumbly, dropping her hand to bounce lazily at her side. There was another pause, and Neeko internally cringed as the lust within Leona was fading away faster, her guilt swallowing that lovely warmth her Sho’ma held.

“Would you forgive her, if she could explain herself?” Neeko quickly asked, letting Diana’s Sho’ma do the talking again. Leona’s Sho’ma burned with anger, guilt and sadness.

But there was the smallest light of hope kindled at the centre.

“If it was a good reason, would you?” Neeko tried again, watching as the light grew brighter.

“I’m not sure.” Leona answered honestly, “It’s grown late, we shouldnt discuss this any—”

Leona gasped as Neeko took her by the shoulders, and rolled her over so that the changed Oovi-kat was on top. She squeezed her eyes shut, much to Neeko’s annoyance. She could see the naked, sweaty form of the Solari beneath her, and was momentarily distracted by the sizable breasts and the visible muscle beneath. She shook her head, glaring right at Leona’s closed eyes.

“Could you look her in the eyes if she tried?” Neeko spoke through Diana’s Sho’ma, using those emotions to fuel her words. Leona’s lower lip trembled, and her own hands came up to gently rest on Neeko’s face.

“Yes…” Leona answered softly, her eyes fluttering open staring into Neeko’s. The Oovi-kat felt a sharp sting run through her heart. Leona’s Sho’ma lashed out violently, unsure of which shape it wanted to take. 

Neeko helped it decide.

“It is still Neeko here,” Neeko trailed her hand along gasping Solari’s cheek, “You can tell Neeko to stop anytime.”

Leona bit her lip, staring into the silvery eyes above her, and nodded slowly, “Keep going. I’ll tell you when to stop.”

Neeko smiled, and rested her hands next to Leona’s chest, giving her large breast a soft kiss. Her tongue ran over the areola, while she tended to the other with a slight pinch. Leona gave a small gasp, and idly shook her toned legs from side to side. Neeko hummed, and stole a nipple between her lips, sucking it with concave cheeks and carrying it into the air. Leona whined and ran her hands into long, silvery hair.

Neeko released it with a pop, and watched with lewd fascination as the boob dropped and jiggled. Leona found it less fascinating, and hissed as her breast flopped down wetly, smacking on her skin, still wet with sweat. Neeko smiled innocently, and lowered herself further.

She trailed down Leona’s abs with tiny pecks, making sure her lips pressed against each of those bundles of muscle. Tiny whimpers were her reward, the Solari already knowing where Neeko was heading. The sounds that left her wonderful lips was music to Neeko’s ears.

Neeko grinned as the hands in her hair encouraged her further down. She tilted her head up, giving Leona the most loving eyes she could muster.

“That’s it. Let Diana in. Let her please you.”

Leona shivered, widening her legs for Neeko further.

“I don’t want to love you anymore. That’s why I’m doing this with someone else!”

Neeko felt a sting in Diana’s Sho’ma, but also the guilt intensified in Leona’s own Sho’ma. The Oovi-kat’s hands gripped the muscled thighs either side of her head, and lifted herself to see past Leona’s fat breasts.

“No. You do love Diana. You love Diana so much it hurts,” Neeko interrupted Leona’s oncoming refusal with her fingers, which probed the Solari’s slick lower lips. Neeko continued, the throaty rumbles of Diana’s voice speaking over the whines of Leona, “At this moment, I am Diana, and do you want to know what she feels?”

Leona bit her lip, looking away in the corner of her eyes, but couldn’t help but groan slightly at Neeko’s soft fingers, “I shouldn’t, ah yes, I have to let, hah, go… The order, hmm, needs me to—”

“Diana wants you to love her again,” Neeko lowered herself, feeling Leona’s Sho’ma calm down, she continued at Leona’s silence, “She wants you to hold her, and tell her it's okay,” Neeko’s fingers lowered, teasing the entrance of Leona’s sex. Neeko whispered loud enough for Leona to hear, “Diana wants you to take her, and love her in this bed.”

“Dia-!” Leona cried out as Neeko’s middle finger dipped inside her tight, slick hole. Neeko let her tongue fall from her lips, and drag up Leona’s lower pair. The Solari groaned which turned to a sharp gasp, as Neeko wrapped her tongue around Leona’s exposed clit. She continued to pump her finger between those velvet walls, careful not to scrape Diana’s nail against the soft flesh.

Neeko swirled her tongue a few more times, relishing in the sweet music that Leona sang. Leona writhed against Neeko’s face, her fingers holding onto her scalp like her life depended on it. Neeko grinned around the sweet bud, giving it a sloppy kiss before adding a second finger to penetrate Leona’s sopping hole.

“You were doing so much for me,” Neeko said, using Diana’s voice to the fullest, but unable to see Leona’s expression behind those fat tits, regardless, she continued, “You think that, if you tried hard enough to be good, she’d come back.”

She pressed her tongue just above the opening, where her fingers pumped just a tad faster, still nervous of hurting the Solari. Her tongue returned, lathered in Leona’s juices. She swabbed it throughout her mouth, relishing in the sweet taste of her nectar.

“You can find her, the real Diana, and ask her to come back. Then, Diana could show you what she wants to do.”

“What does she… ah!”

“She’d forgive you, if you asked for it, and vice versa.”

“What she did…!”

“Means nothing if you talked to her!” Neeko growled, adding another finger into Leona’s soaked quim. Leona cried out at the sudden burst of pleasure, her Sho’ma shining with pure lust, unaffected by guilt or fear. Diana’s Sho’ma encouraged Neeko to continue, “Is it not you who decides who you love? Is it so hard to forgive? Please, for your sake, do not deny yourself any longer.” Neeko stressed her last sentence with more emotion than she intended. Diana’s Sho’ma was racing through her head like a pounding heartbeat. It was harder to restrain Diana’s overwhelming emotions.

“Diana!” Leona cried out, her feet pushing into the bed, her hips rising into Neeko’s face. She took the quivering pussy gratefully, taking as much of Leona’s essence into her mouth with voracious glee. Leona continued moaning wontanly, her hips grinding against Neeko’s open lips, which curled around the top half of her cunt, lapping away at the squelching juices, and teasing her swollen clit. Leona’s fingers tightened in Neeko’s silvery hair, pulling her as deep as she could go. 

Neeko let her tongue reform to her long, Oovi-kat one, and lashed at Leona’s clit. Her three fingers pumped out of her cunt until her hand was a blur. Neeko moaned as Leona’s arousal became her arousal, and rode off of Leona’s nearing orgasm.

“I’m-! I’m gonna-!” Leona stuttered over her own gasping breath, flexing her hips into Neeko’s face. Neeko’s eyes flashed, reaching out with her Sho’ma to speak into Leona’s mind, using Diana’s voice.

‘Cum.’ 

Leona’s body locked up, her legs shaking from how badly her muscles tensed, and her hands fell from Neeko’s head, grasping the blankets beneath her. Neeko felt her own arousal spill from Leona’s orgasm. Neeko released her fingers and stole Leona’s thighs, spreading them wide and locking her mouth around her pussy, her long tongue spreading those petals, and stole all of the Solari’s splashing orgasm into her mouth. 

Leona’s body writhed against the bed, her legs falling down to squirm around Neeko, who was busy still eating out the Solari. Even after her orgasm tapered off, Leona was quietly whimpering with hooded eyes as Neeko properly finished her off.

Leona shakily sat up, giggling as Neeko chased her retreating crotch, insisting on lapping up all of the Solari's juices. Leona delicately ran her hand through Neeko’s hair, who had remained in Diana’s form. They stared into one another's eyes for sometime, with Leona giving hushed moans. Neeko felt both the memory of Diana’s, and Leona’s Sho’ma touch, if only for a moment. Bright orange light twisted against pale white light, dancing together.

‘If only you could see it…’ Neeko thought, pulling away from Leona’s pussy, her tongue hanging from her mouth, and strings of juices and saliva attached between the two. 

Wordlessly, Neeko returned to her actual form, falling to her side and curling up. Leona followed suit, laying down next to her. With a slight blush, Neeko rolled over, and shimmied toward the Solari. Leona wrapped an arm around the Oovi-kat, rolling her hand over the slim stomach. 

“Thank you. Neeko.” Leona finally spoke. Neeko hummed tiredly, snuggling into Leona’s embrace, she was very warm. Neeko didn’t know why she needed all those blankets.   
She also still smelled of sweat, but at this point, Neeko rather enjoyed the scent. It made her feel safe.

“Will Leona find Diana again?” Neeko asked. The hope within Leona’s Sho’ma was brighter, but it wasn’t larger than the doubt that returned. It made Neeko sad, because she already knew Leona’s answer.

“I can’t. I shouldn’t. Not after what happened to the Solari elders.” Leona answered solemnly, sighing into Neeko’s hair.

“Ah.”

“But thank you for trying, Neeko. And for the…” Leona paused, and she kissed the back of the Neeko’s head, making both women blush. The Solari continued, “The good time. You were far better than others I’ve been with in recent memory.”

‘But Diana was the best, wasn’t she?’ Neeko wanted to ask, but knew better than to ask. 

‘No,’ She decided as she closed her eyes, determination filling her, ‘Neeko knows what to do next.’ 

She closed her eyes, and fell asleep in Leona’s naked embrace.

***

**Author's Note:**

> Special thanks to my $5+ or more Patrons:  
> Ravenous  
> Miranek  
> Settingscarlett


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